Common use of Reallocation of Pro Rata Shares to Reduce Fronting Exposure Clause in Contracts

Reallocation of Pro Rata Shares to Reduce Fronting Exposure. During any period in which there is a Defaulting Lender, for purposes of computing the amount of the obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit or Swing Line Loans pursuant to Sections 2.03(h), 2.04 and 2.05, the "Pro Rata Share" of each non-Defaulting Lender shall be computed without giving effect to the Revolving Credit Commitment of that Defaulting Lender; provided, that, (i) each such reallocation shall be given effect only if, at the date the applicable Lender becomes a Defaulting Lender, no Default or Event of Default exists; and (ii) the aggregate obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit and Swing Line Loans shall not exceed the positive difference, if any, of (1) the Revolving Credit Commitment of that non-Defaulting Lender minus (2) the aggregate Outstanding Amount of the Loans of that Lender.

Reallocation of Pro Rata Shares to Reduce Fronting Exposure. During any period in which there is a Defaulting Lender, for purposes of computing the amount of the obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit or Swing Line Loans pursuant to Sections 2.03(h), 2.04 and 2.05, the "“Pro Rata Share" ” of each non-Defaulting Lender shall be computed without giving effect to the Revolving Credit Commitment of that Defaulting Lender; provided, that, (i) each such reallocation shall be given effect only if, at the date the applicable Lender becomes a Defaulting Lender, no Default or Event of Default exists; and (ii) the aggregate obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit and Swing Line Loans shall not exceed the positive difference, if any, of (1) the Revolving Credit Commitment of that non-Defaulting Lender minus (2) the aggregate Outstanding Amount of the Loans of that Lender.

Reallocation of Pro Rata Shares to Reduce Fronting Exposure. During any period in which there is a Defaulting Lender, for purposes of computing the amount of the obligation of each non-Defaulting Lender to acquire, refinance or fund participations purchases in Protective Advances, Letters of Credit Advances or Swing Line Loans Advances pursuant to Sections 2.03(h2.02(b) and 2.03(c), 2.04 and 2.05, the "“Pro Rata Share" ” of each non-Defaulting Lender shall be computed without giving effect to the Revolving Credit Commitment of that Defaulting Lender; provided, that, (i) each such reallocation shall be given effect only if, (x) at the date the applicable Lender becomes a Defaulting LenderLender and (y) at the date of such reallocation, no Default or Event of Default exists; and (ii) the aggregate obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit Advances and Swing Line Loans Advances shall not exceed the positive difference, if any, of (1) the Revolving Credit Commitment of that non-Defaulting Lender minus (2) the aggregate Outstanding Amount outstanding amount of the Loans Advances of that Lender.

Reallocation of Pro Rata Shares to Reduce Fronting Exposure. During any period in which there is a Defaulting Lender, for purposes of computing the amount of the obligation of each non-Defaulting Lender to acquire, refinance or fund participations purchases in Protective Advances, Letters of Credit Advances or Swing Line Loans Advances pursuant to Sections 2.03(h2.02(b) and 2.03(c), 2.04 and 2.05, the "“Pro Rata Share" ” of each non-Defaulting Lender shall be computed without giving effect to the Revolving Credit Commitment of that such Defaulting Lender; provided, that, (i) each such reallocation shall be given effect only if, (x) at the date the applicable Lender becomes a Defaulting LenderLender and (y) at the date of such reallocation, no Default or Event of Default exists; and (ii) the aggregate obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit Advances and Swing Line Loans Advances shall not exceed the positive difference, if any, of (1) the Revolving Credit Commitment of that non-Defaulting Lender minus (2) the aggregate Outstanding Amount outstanding amount of the Loans Advances of that Lender.

Reallocation of Pro Rata Shares to Reduce Fronting Exposure. During any period in which there is a Defaulting Lender that is a Revolving Lender, for purposes of computing the amount of the obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit or Swing Line Loans pursuant to Sections 2.03(h), 2.04 2.03 and 2.052.04, the "“Pro Rata Share" ” of each non-Defaulting Lender shall be computed without giving effect to the Revolving Credit Commitment of that Defaulting Lender; provided, that, (i) each such reallocation shall be given effect only if, at the date the applicable Lender becomes a Defaulting Lender, no Default or Event of Default exists; and (ii) the aggregate obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit and Swing Line Loans shall not exceed the positive difference, if any, of (1) the Revolving Credit Commitment of that non-Defaulting Lender minus (2) the aggregate Outstanding Amount of the Loans of that Lender.

Reallocation of Pro Rata Shares to Reduce Fronting Exposure. During any period in which there is a Defaulting Lender that is a Revolving Credit Lender, for purposes of computing the amount of the obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit or Swing Line Loans pursuant to Sections 2.03(h), 2.04 2.03 and 2.052.04, the "Pro Rata Share" Share of each non-Defaulting Lender shall be computed without giving effect to the Revolving Credit Commitment of that Defaulting Lender; provided, that, (i) each such reallocation shall be given effect only if, at the date the applicable Lender becomes a Defaulting Lender, no Default or Event of Default exists; and (ii) the aggregate obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit and Swing Line Loans shall not exceed the positive difference, if any, of (1) the Revolving Credit Commitment of that non-Defaulting Lender minus (2) the aggregate Outstanding Amount of the Loans of that Lender.

Reallocation of Pro Rata Shares to Reduce Fronting Exposure. During any period in which there is a Defaulting Lender, for purposes of computing the amount of the obligation of each non-Defaulting Lender to acquire, refinance or fund participations purchases in Protective Advances, Letters of Credit Advances or Swing Line Loans Advances pursuant to Sections 2.03(h2.02(b) and 2.03(c), 2.04 and 2.05, the "“Pro Rata Share" ” of each non-Defaulting Lender shall be computed without giving effect to the Revolving Credit Commitment of that such Defaulting Lender; provided, that, (i) each such reallocation shall be given effect only if, (x) at the date the applicable Lender becomes a Defaulting LenderLender and (y) at the date of such reallocation, no Default or Event of Default exists; and (ii) the aggregate obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit Advances and Swing Line Loans Advances shall not exceed the positive difference, if any, of (1) the Revolving Credit Commitment of that non-Defaulting Lender minus (2) the aggregate Outstanding Amount outstanding amount of the Loans Advances of that Lender.

Reallocation of Pro Rata Shares to Reduce Fronting Exposure. During any period in which there is a Defaulting Lender, for purposes of computing the amount of the obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective AdvancesLetters of Credit, Franchisee Letters of Credit or Swing Line Swingline Loans pursuant to Sections 2.03(h), 2.04 2.23 and 2.052.6 and Article III, the "“Pro Rata Share" ” of each non-Defaulting Lender shall be computed without giving effect to the Revolving Credit Commitment of that Defaulting Lender; provided, that, (ix) each such reallocation shall be given effect only if, at the date the applicable Lender becomes a Defaulting Lender, no Default or Event of Default exists; and (iiy) the aggregate obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective AdvancesLetters of Credit, Franchisee Letters of Credit and Swing Line Swingline Loans shall not exceed the positive difference, if any, of (1) the Revolving Credit Commitment of that non-Defaulting Lender minus (2) the aggregate Outstanding Amount outstanding amount of the Revolving Loans and Franchisee Loan Fundings of that Lender.

Reallocation of Pro Rata Shares to Reduce Fronting Exposure. During any period in which there is a Defaulting Lender that is a Revolving Credit Lender, for purposes of computing the amount of the obligation of each non-Defaulting non‑Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit or Swing Line Loans pursuant to Sections 2.03(h), 2.04 2.03 and 2.052.04, the "Pro Rata Share" Share of each non-Defaulting non‑Defaulting Lender shall be computed without giving effect to the Revolving Credit Commitment of that Defaulting Lender; provided, that, (i) each such reallocation shall be given effect only if, at the date the applicable Lender becomes a Defaulting Lender, no Default or Event of Default exists; and (ii) the aggregate obligation of each non-Defaulting non‑Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit and Swing Line Loans shall not exceed the positive difference, if any, of (1) the Revolving Credit Commitment of that non-Defaulting non‑Defaulting Lender minus (2) the aggregate Outstanding Amount of the Loans of that Lender.

Reallocation of Pro Rata Shares to Reduce Fronting Exposure. During any period in which there is a Defaulting Lender, for purposes of computing the amount of the obligation of each non-Defaulting Lender to acquire, refinance or fund participations purchases in Protective Advances, Letters of Credit Advances or Swing Line Loans Advances pursuant to Sections 2.03(h2.02(b) and 2.03(c), 2.04 and 2.05, the "“Pro Rata Share" ” of each non-Defaulting Lender shall be computed without giving effect to the Revolving Credit Commitment of that such Defaulting Lender; provided, that, (i) each such reallocation shall be given effect only if, (x) at the date the applicable Lender becomes a Defaulting LenderLender and (y) at the date of such reallocation, no Default or Event of Default exists; and (ii) the aggregate obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Protective Advances, Letters of Credit Advances and Swing Line Loans Advances shall not exceed the positive difference, if any, of (1) the Revolving Credit Commitment of that non-Defaulting Lender minus (2) the aggregate Outstanding Amount outstanding amount of the Loans Advances of that LenderLxxxxx.